OFFERING CIRCULAR SUPPLEMENT CLARIS LIMITED as Issuer ...

the Issuer in respect of the Deposit on the
Maturity Date.
For the avoidance of doubt, if:
(i)
an Event of Default occurs and the Notes
are declared due and payable in
accordance with Condition 10 at any
time prior to the Scheduled Maturity
Date; or
(ii) an Early Redemption Event
Determination Date occurs at any time
on or after the Issue Date up to and
including the Latest Determination
Time,
the Notes will be redeemed at their Early
Redemption Amount on the Early Redemption
Date in accordance with paragraph 30.
30 Early Redemption Amount:
(i) Early Redemption Amount(s)
payable on mandatory redemption
(Condition 7(c), redemption for
taxation and other reasons
(Condition 7(d)), an event of
default (Condition 10) and/or the
method of calculating the same (if
required or if different from that
set out in the Conditions):
Condition 7(d)(ii) is amended by adding at the
end of the first paragraph thereof the following
proviso:
“If (A) a Bankruptcy Event of Default occurs in
respect of the Default Swap Counterparty under
Section 5(a)(vii) of the Agreement, and (B) the
Default Swap Counterparty has posted the
required collateral under the Credit Support
Annex (subject to, and in accordance with, the
provisions of the Credit Support Annex), then
the Default Swap shall be deemed not to have
been terminated in whole for the purposes of this
Condition 7(d)(ii).”
In the event of any such Early Redemption Event
or event of default under Condition 10 then:
(A)
(B)
(C)
the Issuer shall either realise or liquidate
the Securities and/or the Deposit (as
applicable),
the Swap Agreements will be terminated
at their mark-to-market value as
determined by the Calculation Agent in
its sole and absolute discretion using the
payment measure and payment method
elected by the parties to the Agreement;
and
the Calculation Agent shall calculate the
Early Redemption Amount in
accordance with the provisions contained
below.
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